Special Digital Marketing Services Contract

This Digital Marketing Services Agreement (hereinafter referred to as the * Agreement”) is entered into by and between

Webxilla LLC(hereinafter referred to as the * Consultant”) and Sample Client (hereinafter referred to as the “Client”,

collectively referred to as the * Parties”), both of whom agree to be bound by this Agreement. This Agreement shall be

effective the date both Parties sign this Agreement (the * Effective Date”)


WHEREAS, Consultant,

‘marketing services; and


‘s DBA possesses professional expertise in the field of digital

WHEREAS, Client desires to engage Consultant and Consultant accepts the engagement to perform certain digital marketing

services (collectively the ” Services”) for Client in accordance with the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, Consultant or

‘Webxilla/Webxilla LLC and Client agree as follows:



Client hereby retains Consultant and Consultant hereby agrees to render the Services to Client upon the terms and

conditions as set forth herein.


Consultant shall provide Client the following services (collectively the “Services”):

2.1 Any Service or Services You Choose from Packages shown on https://webxilla.com or on the other page on

webxilla.com or its DBA Weblizo.com.

2.2 Additional services may be discussed by the Parties with additional fees to be agreed to by the Parties hereto in

agreement acceptance during the checkout process.

2.3 Consultant is providing the aforementioned Services “as is” without warranty or condition of any kind. Consultant

hereby disclaims all warranties and conditions with regard to the Services rendered by Consultant, including all implied

warranties or conditions of merchantability and fitness for a particular purpose. Consultant does not guarantee any

rankings in Google, the number of sales, the minimum number of views and/or procurement of followers on any social

media platform including search engines and ads platforms to Client.


The Parties agree that the term of this Agreement shall begin afters order and shall be effective for an initial term of twelve (12) months (the “Initial Muff.). The Agreement shall renew automatically for subsequent month to month after 12 months initial Term wffi be full filled. Client cannot cancel this 12-month agreement once the order has been placed, under any circumstances. The client must finish the 12-month initial term._

Renewal terms (each a ‘Penes./ Terms)until terminated by either Party hereto or mutually by the Parties. Client may terminate this Agreement during a Renewal Term by providing fourteen (14) days’ prior written notice to Webxilla LLC and its DBA’s.


4.1 Client shall pay Consultant a monthly payment of the ‘Amount of the Package/Packages client choose from given services (the “Monthly Services Payment. or “Yearly Payments) by the date of each applicable month or for the yearly term the same date of the month for next year on which the client bought the service package or during the effective term of this Agreement Consultant shall not render the Services for any given month/year until payment for such month/year has been received in full by the consultant. Client acknowledges and agrees that Consultant may utilize the Monthly Services Payment/ Yearly Service Payment in its sole discretion with respect to the amount it spends on advertisements in rendering the Services for any given month.

4.2 Additional Services If, and to the extent that. Client requests Webxilla to render services on behalf of Client other than those required to be rendered under this Agreement, such additional services shall be compensated separately at a rate as agreed to by the Parties in a new Statement of Work signed by both of the Parties hereto. The fee for any such additional services shall be added to service free from Webxilla as described above.


 Webxilla will own all of its proprietary information as included in the Services, Website, Domain, Hosting, and all the content, as well as all screens, documentation, digital programming, operating instructions, design concepts, content, graphics, domain nom., and characters. All services provided by Webxilla LLC, including systems, operating instructions, unique design concepts, other documentation developed for or specifically relating to the client’s information processing, all of the client’s source documents, stored data, and other information of any kind, and reports and notes prepared by Webxilla LTC, will be the property of Web:Olio LLC. The client will use all of these assets to market thew business when they they are current on the subscription. Agreeing upon this client, Webxilla LLC confirms or red.. the full ownership of Webxilla LLC made and provided by Webxilla except for the client’s Gurgle Business, Google Email, and social media accounts.

Once Client cancels or is unable to pay the subscription


 Notwithstanding any other provision of this Agreement, the Services will and/or may include some past proprietary information that Consultant has previously developed for its own me (“Consultant’s Prior Proprietary Information”). Consultant expressly retains full ownership of Consultant’s Prior Proprietary Information, including all associated rights to me such information. However, Consultant also grants to Client a perpetual, nonexclusive license to use Consul…es Prior Proprietary Information.


 Consultant is an .dependent contractor with respect to its relationship to Client. Neither Consultant nor Consultant’s employees are or shall be deemed for any purpose to be employees of Client. Client shall not he responsible to Consultant, Consultant’s employees, or any governing body for any payroll taxes related to the performance of the Services.


 Under no circumstances shall Consultant be liable to Client or any third party for indirect incidental, consequential, special or exemplary damages arising from the Services herein contemplated or any provision of this Agreement, such as, but not limited to, loss of revenue or anticipated profit or lost business, costs of delay or failure of delivery, or liabilities to third-parties arising from any source. The maximum aggregate liability of Consultant to Client arising out of or in connection with this Agreement shall not exceed the amount of any fees paid ‘,Client to consultant for the Services described in any applicable Statement of Work. For purposes of this section, “fee? does not include any payments made by Client to

 shirt -party services . connection with the Services provided by Consultant


Client agrees to defend, indemnify, and hold harmless Consultant and its officers, directors, agents, affiliates, distributors, representatives, and employees from any and all third-party claims, demands, liabilities, costs and expenses, including reasonable attorneys’ fees, costs and expenses resulting from Client’s material breach of any duty, representation or warranty under this Agreement.


 To the maximum extent permitted by applicable law, all Services are provided “as is” without warranty or condition of any kind. Consultant hereby disclaims all warranties and conditions with regard to the Services rendered by Consultant, including all implied warranties or conditions of merchantability and fitness for a particular purpose. Consultant does not guarantee a minimum number of views and/or procurement of followers on any social media platform to Client.


Neither hereto will at any lime or in any manner, either directly or indirectly, use for the personal benefit of

themselves, or divulge, disclose, or communicate in any manner any information that is proprietary to the other Party (i.e., trade secrets, blow-how and confidential information). The Parties will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this Agreement. Either Party may seek and obtain injunctive relief against the release or threatened release of such information in addition to any other legal remedies which may be available to a Party.


This Agreement is not assignable, M whole or in part, by either Party without the prior written consent of the other Party. Any attempt to make such assignment shall be void.


In any legal action between the Parties concerning this Agreement, the prevailing Part shall be entitled to recover reasonable attorneys’ fees and costs.


If any provision of this Agreement is held to be invalid, illegal or unenforceable, the remaining portions of this Agreement shag remain in full force and effect and construed so as to best effectuate the original intent and purpose of this Agreement.

This Agreement shall be construed in accordance with the laws of the State of Nevada in the United States of America, without regard to conflict of laws rules. Venue shall be in a court of competent jurisdiction in the State of Nevada in the United States of America and both Parties expressly consent to jurisdiction in such courts.
This Agreement supersedes all prior agreements and understandings between the Parties for performance of the Services and constitutes the complete agreement and understanding between the Parties.
This Agreement executed for Special Digital Marketing Services Agreement as of the date of checkout and will agreed upon by Client during the checkout process.